THE SILVER THATCH PENSION PLAN FINANCIAL STATEMENTS JUNE 30, 2012

Transcription

1 FINANCIAL STATEMENTS

2 INDEPENDENT AUDITOR S REPORT TO THE TRUSTEES OF THE SILVER THATCH PENSION PLAN We have audited the accompanying financial statements of The Silver Thatch Pension Plan (the "Plan"), which comprise the statement of net assets available for benefits as at June 30, 2012, including the schedule of investments, and the statements of comprehensive income, changes in net assets available for benefits and cash flows for the year then ended, and a summary of significant accounting policies and other explanatory information. Management s responsibility for the financial statements Management is responsible for the preparation and fair presentation of these financial statements in accordance with International Financial Reporting Standards, and for such internal control as management determines is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error. Auditor s responsibility Our responsibility is to express an opinion on these financial statements based on our audit. We conducted our audit in accordance with International Standards on Auditing. Those standards require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether the financial statements are free from material misstatement. An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the financial statements. The procedures selected depend on the auditor s judgment, including the assessment of the risks of material misstatement of the financial statements, whether due to fraud or error. In making those risk assessments, the auditor considers internal control relevant to the entity s preparation and fair presentation of the financial statements in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the entity s internal control. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of accounting estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion. Opinion In our opinion, the financial statements present fairly, in all material respects, the financial position of the Plan as at June 30, 2012, and its financial performance and its cash flows for the year then ended in accordance with International Financial Reporting Standards. November 8, 2012 PricewaterhouseCoopers, 5 th Floor Strathvale House, P.O. Box 258, Grand Cayman, KY1-1104, Cayman Islands, T: +1 (345) , F: +1 (345) ,

3 STATEMENT OF NET ASSETS AVAILABLE FOR BENEFITS AS AT (Expressed in United States dollars) June 30, ASSETS Cash and cash equivalents 26,636,461 20,862,612 Investments, at fair value (Note 3,10 and 11) 301,046, ,682,152 Receivable for investments sold - 1,319,728 Other assets 628, ,970 Total assets 328,311, ,721,462 LIABILITIES Contributions and transfers received in advance 3,044,304 3,936,316 Redemptions payable 2,216, ,433 Payable for investments purchased - 2,091,917 Accounts payable (Note 4) 369, ,404 Liabilities (excluding net assets available for benefits) 5,630,136 7,298,070 Net assets available for benefits $ 322,681,184 $ 305,423,392 Number of units in issue (Note 12) * Net assets per unit * * Number of units in issue and net assets per unit on a Portfolio basis as at June 30, 2012 & 2011 are disclosed in Note 14. Approved for issuance on behalf of The Silver Thatch Pension Plan s Board of Trustees by: Charles Farrington..... ) Carlyle McLaughlin ) Trustees ) Date: November 8, 2012 The accompanying notes are an integral part of these financial statements

4 SCHEDULE OF INVESTMENTS AS AT (Expressed in United States dollars) Number of June 30, 2012 % of net assets units/shares Fair value of Portfolio Investments: Balanced Portfolio Exchange Traded Funds and Investments with Daily Liquidity: U.S. Dollar 161,650 Coutts Global Emerging Markets Equity Programme (equities) 5,001, % 82,500 Coutts Pacific Basin Equity Programme (equities) 3,922, % 619,600 Coutts United States Sovereign Bond Index Programme (bonds) 15,440, % 62,389 ishares MSCI AC Far East Ex-Japan (equities) 2,546, % 113,265 Loomis Sayles GLB Crdt-S (bonds) 13,717, % 2,164,000 PIMCO Funds: Global Investors Series PLC Investor Class (Unhedged) US (bonds) 27,266, % 183,090 Polar Capital Jpn-I$ (equities) 1,935, % 40,250 Robeco US Premium EQ-I$ (equities) 5,348, % 50,000 Schroder Int-Great China CAC (equities) 1,743, % 97,990 SPDR S&P Dividend ETF (equities) 5,453, % 204,291 SPDR S&P 500 ETF Trust (equities) 27,805, % 4,000,000 US Treasury Bill 11/15/2012 (treasury bill) 3,998, % 3,470 ZKB Gold ETF-A (USD) (gold) 5,467, % Total U.S. Dollar (cost: $116,397,130) 119,646, % Euro 10,300 DWS Invest Sicav (equities) 1,601, % 106,285 ishares MSCI Europe EX.U (equities) 2,566, % Total Euro (cost: $4,421,790) 4,167, % Pounds Sterling 45,240 ishares BG $ Treasury -B- (bonds) 9,093, % 398,000 ishares PLC-ishares FTSE (equities) 3,488, % Total Pounds Sterling (cost: $12,209,659) 12,581, % Japanese Yen 46,920 Coutts Japan Equity Programme (equities) 1,934, % Total Japanese Yen (cost: $1,769,857) 1,934, % Total Exchange Traded Funds and Investments with Daily Liquidity in Balanced Portfolio (cost: $134,798,436) 138,330, % U.S Dollar Fund of Fund Investments with Monthly/Quarterly Liquidity: 4,849 Permal Macro Holdings M Series C1 (equities) 4,742, % 340 Orbita Capital Return Strategy Ltd. 7,744, % Total U.S. Dollar Fund of Fund Investments with Monthly/Quarterly Liquidity Portfolio (cost: $10,730,965) 12,486, % Total investments in Balanced Portfolio (cost: $145,529,401) 150,816, % The accompanying notes are an integral part of these financial statements

5 SCHEDULE OF INVESTMENTS (continued) AS AT (Expressed in United States dollars) Number of June 30, 2012 % of net assets units/shares Fair value of Portfolio Investments: Growth Portfolio Exchange Traded Funds and Investments with Daily Liquidity: U.S. Dollar 72,155 Coutts Pacific Basin Equity Programme (equities) 3,430, % 183,120 Coutts Global Emerging Markets Equity Programme (equities) 5,665, % 93,430 ishares MSCI AC Far East Ex-Japan (equities) 3,813, % 45,370 Loomis Sayles GLB Crdt-S (bonds) 5,494, % 602,570 PIMCO Funds: Global Investors Series PLC Investor Class (Unhedged) US (bonds) 7,592, % 197,510 Polar Capital Jpn-I$ (equities) 2,087, % 24,510 Robeco US Premium EQ-I$ (equities) 3,257, % 63,810 SPDR S&P Dividend ETF (equities) 3,551, % 36,440 Schroder Int-Great China CAC (equities) 1,270, % 275,556 SPDR S&P 500 ETF Trust (equities) 37,504, % 2,500,000 US Treasury Bill 11/15/2012 (treasury bill) 2,498, % 16,000 DB X-Trackers Emerg Market (equities) 572, % 2,000 ZKB Gold ETF-A (USD) (gold) 3,151, % Total U.S. Dollar (cost: $78,122,857) 79,891, % Euro 7,100 DWS Invest Sicav (equities) 1,103, % 133,480 ishares MSCI Europe EX.U (equities) 3,222, % Total Euro (cost: $4,542,547) 4,326, % Pounds Sterling 26,880 ishares BG $ Treasury -B- (bonds) 5,402, % 433,500 ishares PLC-ishares FTSE (equities) 3,799, % Total Pounds Sterling (cost: $9,146,552) 9,202, % Japanese Yen 50,615 Coutts Japan Equity Programme (equities) 2,087, % Total Japanese Yen (cost: $2,287,275) 2,087, % Total Exchange Traded Funds and Investments with Daily Liquidity in Growth Portfolio (cost: $94,099,231) 95,507, % U.S Dollar Fund of Fund Investments with Monthly/Quarterly Liquidity: 3,293 Permal Macro Holdings M Series C1 (equities) 3,220, % 183 Orbita Capital Return Strategy Ltd. 4,172, % Total U.S Dollar Fund of Fund Investments with Monthly/Quarterly Liquidity in Growth Portfolio (cost: $6,449,325) 7,392, % Total Investments in Growth Portfolio (cost: $100,548,556) 102,899, % The accompanying notes are an integral part of these financial statements

6 SCHEDULE OF INVESTMENTS (continued) AS AT (Expressed in United States dollars) Number of June 30, 2012 % of net assets units/shares Fair value of Portfolio Investments: Conservative Portfolio Exchange Traded Funds and Investments with Daily Liquidity: U.S. Dollar 375,000 Coutts United States Sovereign Bond Index Programme (bonds) 9,345, % 14,600 Coutts Pacific Basin Equity Programme (equities) 694, % 1,400 ishares MSCI AC Far East Ex-Japan (equities) 57, % 46,700 Loomis Sayles GLB Crdt-S (bonds) 5,655, % 1,018,580 PIMCO Funds: Global Investors Series PLC Investor Class (Unhedged) US (bonds) 12,834, % 9,220 Robeco US Premium EQ-I$ (equities) 1,225, % 22,880 SPDR S&P Dividend ETF (equities) 1,273, % 5,375 Schroder Int-Great China CAC (equities) 187, % 17,488 SPDR S&P 500 ETF Trust (equities) 2,380, % 1,900,000 US Treasury Bill 11/15/2012 (treasury bill) 1,899, % 18,000 DB X-Trackers Emerg Market (equities) 644, % 825 ZKB Gold ETF-A (USD) (gold) 1,299, % Total U.S. Dollar (cost: $36,064,148) 37,495, % Euro 760 DWS Invest Sicav (equities) 118, % 13,200 ishares MSCI Europe EX.U (equities) 318, % Total Euro (cost: $454,018) 436, % Pounds Sterling 18,400 ishares BG $ Treasury -B- (bonds) 3,698, % 44,000 ishares PLC-ishares FTSE (equities) 385, % Total Pounds Sterling (cost: $3,861,312) 4,084, % Total Exchange Traded Funds and Investments with Daily Liquidity in Conservative Portfolio (cost: $40,379,478) 42,016, % U.S Dollar Fund of Fund Investments with Monthly/Quarterly Liquidity: 1,370 Permal Macro Holdings M Series C1 (equities) 1,339, % 102 Orbita Capital Return Strategy Ltd. 2,320, % Total U.S Dollar Fund of Fund Investments with Monthly/Quarterly Liquidity in (cost: $3,195,663) 3,660, % Total Investments in Conservative Portfolio (cost: $43,575,141) 45,677, % The accompanying notes are an integral part of these financial statements

7 SCHEDULE OF INVESTMENTS (continued) AS AT (Expressed in United States dollars) Number of June 30, 2012 % of net assets units/shares Fair value of Portfolio Investments: Aggressive Growth Portfolio Exchange Traded Funds and Investments with Daily Liquidity: U.S. Dollar 1,614 Coutts Pacific Basin Equity Programme (equities) 76, % 2,380 Coutts Global Emerging Markets Equity Programme (equities) 73, % 2,220 ishares FTSE Bric 50 (equities) 54, % 1,796 ishares MSCI AC Far East Ex-Japan (equities) 73, % 350 Loomis Sayles GLB Crdt-S (bonds) 42, % 3,830 Polar Capital Jpn-I$ (equities) 40, % 965 Robeco US Premium EQ-I$ (equities) 128, % 2,020 SPDR S&P Dividend ETF (equities) 112, % 520 Schroder Int-Great China CAC (equities) 18, % 5,150 SPDR S&P 500 ETF Trust (equities) 700, % 30 ZKB Gold ETF-A (USD) (gold) 47, % Total U.S. Dollar (cost: $1,354,632) 1,367, % Euro 340 DWS Invest Sicav (equities) 52, % 2,400 Ishares MSCI Europe EX.U (equities) 57, % Total Euro (cost: $117,005) 110, % Pounds Sterling 9,370 ishares PLC-ishares FTSE (equities) 82, % Total Pounds Sterling (cost: $86,559) 82, % Japanese Yen 750 Coutts Japan Equity Programme (equities) 30, % Total Japanese Yen (cost: $34,340) 30, % Total Exchange Traded Funds and Investments with Daily Liquidity in Aggressive Growth Portfolio (cost: $1,592,536) 1,591, % U.S Dollar Fund of Fund Investments with Monthly/Quarterly Liquidity: 62 Permal Macro Holdings M Series C1 (equities) 60, % Total U.S Dollar Fund of Fund Investments with Monthly/Quarterly Liquidity in (cost: $61,569) 60, % Total Investments in Aggressive Growth Portfolio (cost: $1,654,105) 1,652, % Total investments in Plan (cost:$291,307,203) 301,046,143 The accompanying notes are an integral part of these financial statements

8 SCHEDULE OF INVESTMENTS (continued) AS AT (Expressed in United States dollars) Number of June 30, 2011 % of net assets units/shares Fair value of Portfolio Investments: Balanced Portfolio Exchange Traded Funds and Investment Funds with Daily Liquidity: U.S. Dollar 55,000 BGF-World Mining Fund- USD (equities) 1,570, % 141,696 Coutts Global Emerging Markets Equity Programme (equities) 5,390, % 82,500 Coutts Pacific Basin Equity Programme (equities) 4,638, % 505,000 Coutts United States Sovereign Bond Index Programme (bonds) 11,781, % 48,660 ishares FTSE BRIC 50 (equities) 1,551, % 83,709 ishares MSCI AC Far East Ex-Japan (equities) 3,970, % PIMCO Funds: Global Investors Series PLC Global Real Return Fund 220,000 Investor Class United States (bonds) 2,651, % PIMCO Funds: Global Investors Series PLC Investor Class (Unhedged) 1,934,000 United States (bonds) 23,556, % 50,000 Schroder Int-Great China CAC (equities) 2,064, % 2,764,000 Schroder Intl GL Corp BD-CDI (bonds) 16,970, % 255,036 SPDR S&P 500 ETF Trust (equities) 33,657, % 2,200 ZKB Gold ETF-A (USD) (gold) 3,297, % Total U.S. Dollar (cost: $106,018,810) 111,098, % Euro 11,160 Coutts Continental European Equity Index Programme (equities) 4,752, % 20,650 Coutts European Specialist Equity Programme (equities) 2,625, % Total Euro (cost: $6,649,823) 7,377, % Pounds Sterling 78,250 Coutts United Kingdom Equity Index Programme (equities) 2,998, % 20,000 ishares BG $ Treasury-B-7-10 (bonds) 3,556, % Total Pounds Sterling (cost: $6,097,428) 6,555, % Swiss Franc 12,000 UBS-ETF SMI (equities) 896, % Total Swiss Franc (cost: $684,248) 896, % The accompanying notes are an integral part of these financial statements

9 SCHEDULE OF INVESTMENTS (continued) AS AT (Expressed in United States dollars) Number of June 30, 2011 % of net assets units/shares Fair value of Portfolio Balanced Portfolio (continued) Japanese Yen 93,840 Coutts Japan Equity Programme (equities) 4,151, % Total Japanese Yen (cost: $3,945,090) 4,151, % Total Exchange Traded Funds and Investment Funds with Daily Liquidity in Balanced Portfolio (cost: $123,395,399) 130,080, % U.S. Dollar Fund of Fund Investments with Quarterly Liquidity: 340 Orbita Capital Return Strategy Ltd. 7,654, % 279 Orbita Global Opportunities Strategy Ltd. 5,821, % Total U.S. Dollar Fund of Fund Investments with Quarterly Liquidity in Balanced Portfolio (cost: $10,605,182) 13,476, % Total investments in Balanced Portfolio (cost: $134,000,581) 143,556, % The accompanying notes are an integral part of these financial statements

10 SCHEDULE OF INVESTMENTS (continued) AS AT (Expressed in United States dollars) Number of June 30, 2011 % of net assets units/shares Fair value of Portfolio Investments: Growth Portfolio Exchange Traded Funds and Investment Funds with Daily Liquidity: U.S. Dollar 38,600 BGF-World Mining Fund-USD (equities) 1,102, % 150,005 Coutts Global Emerging Markets Equity Programme (equities) 5,706, % 72,155 Coutts Pacific Basin Equity Programme (equities) 4,056, % 105,730 ishares MSCI AC Far East Ex-Japan (equities) 5,014, % 110,000 ishares FTSE BRIC 50 (equities) 3,506, % PIMCO Funds: Global Investors Series PLC Global Real Return Fund 235,800 Investor Class United States (bonds) 2,841, % PIMCO Funds: Global Investors Series PLC Investor Class (Unhedged) 773,000 United States (bonds) 9,415, % 36,440 Schroder Int-Great China CAC (equities) 1,504, % 790,000 Schroder Intl GL Corp BD-CDI (bonds) 4,850, % 296,716 SPDR S&P 500 ETF Trust (equities) 39,157, % 1,500 ZKB Gold ETF-A (USD) (gold) 2,248, % Total U.S. Dollar: (cost: $74,908,210) 79,404, % Euro 15,543 Coutts Continental European Equity Index Programme (equities) 6,619, % 20,728 Coutts European Specialiste Equity Programme (equities) 2,635, % Total Euro (cost: $8,777,061) 9,254, % The accompanying notes are an integral part of these financial statements

11 SCHEDULE OF INVESTMENTS (continued) AS AT (Expressed in United States dollars) Number of June 30, 2011 % of net assets units/shares Fair value of Portfolio Growth Portfolio (continued) Pounds Sterling 83,110 Coutts United Kingdom Equity Index Programme (equities) 3,184, % Total Pounds Sterling (cost: $2,790,799) 3,184, % Swiss Franc 8,000 UBS-ETF SMI (equities) 597, % Total Swiss Franc (cost: $521,880) 597, % Japanese Yen 101,230 Coutts Japan Equity Programme (equities) 4,478, % Total Japanese Yen (cost: $4,728,859) 4,478, % Total Exchange Traded Funds and Investment Funds with Daily Liquidity in Growth Portfolio (cost: $91,726,809) 96,919, % U.S. Dollar Fund of Fund Investments with Quarterly Liquidity: 183 Orbita Capital Return Strategy Ltd. 4,123, % 240 Orbita Global Opportunities Strategy Ltd. 5,003, % Total U.S. Dollar Fund of Fund Investments with Quarterly Liquidity in Growth Portfolio (cost: $7,124,246) 9,127, % Total Investments in Growth Portfolio (cost: $98,851,055) 106,046, % The accompanying notes are an integral part of these financial statements

12 SCHEDULE OF INVESTMENTS (continued) AS AT (Expressed in United States dollars) Number of June 30, 2011 % of net assets units/shares Fair value of Portfolio Investments: Conservative Portfolio Exchange Traded Funds and Investment Funds with Daily Liquidity: U.S. Dollar 14,600 Coutts Pacific Basin Equity Programme (equities) 820, % 325,000 Coutts United States Sovereign Bond Index Programme (bonds) 7,582, % 31,150 DB X-Trackers Emerg Market (equities) 1,350, % 17,100 ishares USD TIPS (bonds) 3,040, % 9,150 ishares FTSE BRIC 50 (equities) 433, % PIMCO Funds: Global Investors Series PLC Global Real Return Fund 73,000 Investor Class United States (bonds) 879, % PIMCO Funds: Global Investors Series PLC Investor Class (Unhedged) 616,000 United States (bonds) 7,502, % 9,375 Schroder Int-Great China CAC (equities) 387, % 887,000 Schroder Intl GL Corp BD-CDI (bonds) 5,446, % 29,733 SPDR S&P 500 ETF Trust (equities) 3,923, % 1,145 ZKB Gold ETF-A (USD) (gold) 1,716, % Total U.S. Dollar (cost: $32,317,217) 33,084, % Euro 1,590 Coutts Continental European Equity Index Programme (equities) 677, % 2,500 Coutts European Specialist Equity Programme (equities) 317, % Total Euro (cost: $911,351) 994, % Pounds Sterling 14,400 Coutts United Kingdom Specialist Equity Programme (equities) 382, % Total Pounds Sterling (cost: $340,281) 382, % The accompanying notes are an integral part of these financial statements

13 SCHEDULE OF INVESTMENTS (continued) AS AT (Expressed in United States dollars) Number of June 30, 2011 % of net assets units/shares Fair value of Portfolio Conservative Portfolio (continued) Japanese Yen 4,200 Coutts Japan Equity Programme (equities) 185, % Total Japanese Yen (cost: $202,792) 185, % Total Exchange Traded Funds and Investment Funds with Daily Liquidity in Conservative Portfolio (cost: $33,771,641) 34,647, % U.S. Dollar Fund of Fund Investments with Quarterly Liquidity: 109 Orbita Capital Return Strategy Ltd. 2,453, % 68 Orbita Global Opportunities Strategy Ltd. 1,424, % Total U.S. Dollar Fund of Fund Investments with Quarterly Liquidity in Conservative Portfolio (cost: $3,235,411) 3,878, % Total Investments in Conservative Portfolio (cost: $37,007,052) 38,525, % The accompanying notes are an integral part of these financial statements

14 SCHEDULE OF INVESTMENTS (continued) AS AT (Expressed in United States dollars) Number of June 30, 2011 % of net assets units/shares Fair value of Portfolio Aggressive Growth Portfolio Investments: Exchange Traded Funds and Investment Funds with Daily Liquidity: U.S. Dollar 580 BGF-World Mining Fund- USD (equities) 16, % 2,605 Coutts Global Emerging Markets Equity Programme (equities) 99, % 1,924 Coutts Pacific Basin Equity Programme (equities) 108, % 1,366 ishares FTSE BRIC 50 (equities) 64, % 2,660 ishares MSCI AC Far East Ex-Japan (equities) 84, % 1,979 ishares S&P GL Clean ENE (equities) 18, % 520 Schroder Int-Great China CAC (equities) 21, % 5,540 SPDR S&P 500 ETF Trust (equities) 731, % Total U.S. Dollar (cost: $1,069,380) 1,144, % Euro 216 Coutts Continental European Equity Index Programme (equities) 92, % 273 Coutts European Specialist Equity Programme (equities) 34, % 550 ishares Euro Stoxx 50 (equities) 23, % Total Euro (cost: $123,926) 150, % Pounds Sterling 1,969 Coutts United Kingdom Equity Index Programme (equities) 75, % Total Pounds Sterling (cost: $61,741) 75, % Swiss Franc 30 Coutts Swiss Equity Pro Ser 5 (equities) 8, % 300 UBS-ETF SMI (equities) 22, % Total Swiss Franc (cost: $23,990) 30, % The accompanying notes are an integral part of these financial statements

15 SCHEDULE OF INVESTMENTS (continued) AS AT (Expressed in United States dollars) Number of June 30, 2011 % of net assets units/shares Fair value of Portfolio Aggressive Growth Portfolio (continued) Japanese Yen 1,811 Coutts Japan Equity Programme (equities) 80, % Total Japanese Yen (cost: $70,991) 80, % Total Exchange Traded Funds and Investment Funds with Daily Liquidity in Aggressive Growth (cost: $1,350,028) 1,480, % U.S. Dollar Fund of Fund Investments with Quarterly Liquidity: 3 Orbita Global Opportunities Strategy Ltd. 71, % Total U.S. Dollar Fund of Fund Investments with Quarterly Liquidity in Aggressive Growth: (cost: $63,748) 71, % Total Investments in Aggressive Growth (cost: 1,413,776) 1,552, % Total investments in Plan (cost: $271,272,464) 289,682,152 The accompanying notes are an integral part of these financial statements

16 STATEMENT OF COMPREHENSIVE INCOME YEAR ENDED (Expressed in United States dollars) Year ended June 30, Revenue Interest income 16,501 15,305 Dividend income4,909,731 5,442,447 Miscellaneous income 3,004 1,299 Net realised (loss)/gain on foreign currency transactions (604,479) 84,074 Net realised gain on investments 2,358,299 15,615,754 Change in net unrealised (loss)/gain on investments (8,670,748) 21,923,999 Total revenue (1,987,692) 43,082,878 Expenses Administration, accounting and secretarial fees (Note 6) 1,793,945 1,705,557 Investment management fees (Note 7) 651, ,108 Printing 155, ,721 Government fees 352, ,294 Other expenses 377, ,035 Total expenses 3,331,680 3,032,715 Operating (loss)/income (5,319,372) 40,050,163 Net (decrease)/increase in net assets available for benefits resulting from operations* $ (5,319,372) $ 40,050,163 * Operations on a Portfolio basis for the years ended June 30, 2012 & 2011 are disclosed in Note 14. The accompanying notes are an integral part of these financial statements

17 STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS YEAR ENDED (Expressed in United States dollars) Additions/deductions to net assets available for benefits attributed to: Year ended June 30, Operations: Net (decrease)/increase in net assets available for benefits resulting from operations (5,319,372) 40,050,163 Contributions: Employers 18,141,609 16,704,843 Participants 15,242,119 13,793,319 Transfers from other plans 7,101,252 2,306,871 Net increase in net assets available for benefits from contributions 40,484,980 32,805,033 Total net additions 35,165,608 72,855,196 Deductions from net assets available for benefits attributed to: Benefits paid to participants (Note 5) 16,018,937 12,418,725 Transfers to other plans 1,888,879 1,445,273 Total deductions 17,907,816 13,863,998 Net increase in net assets available for benefits 17,257,792 58,991,198 Net assets available for benefits at beginning of year 305,423, ,432,194 Net assets available for benefits at end of year $ 322,681,184 $ 305,423,392 The accompanying notes are an integral part of these financial statements

18 STATEMENT OF CASH FLOWS YEAR ENDED (Expressed in United States dollars) Year ended June 30, Cash flows from operating activities Interest received 16,501 15,305 Dividends received 4,909,731 4,592,355 Miscellaneous income received 3,004 1,299 Fees and expenses paid (3,067,396) (3,153,349) Purchase of investments (152,697,852) (200,904,126) Proceeds from sale of investments 134,249, ,595,579 Net cash used in operating activities (16,586,789) (22,852,937) Cash flows from financing activities Contributions from employers and participants 32,491,716 31,726,365 Transfers from other plans 7,101,252 2,306,871 Benefits paid to participants (14,738,972) (12,458,579) Transfers to other plans (1,888,879) (1,445,273) Net cash provided by financing activities 22,965,117 20,129,384 Net increase/(decrease) in cash and cash equivalents 6,378,328 (2,723,553) Net realized (loss)/gain on foreign cash and cash equivalents (604,479) 84,074 Cash and cash equivalents at beginning of year 20,862,612 23,502,091 Cash and cash equivalents at end of year $ 26,636,461 $ 20,862,612 The accompanying notes are an integral part of these financial statements

19 1. Introduction and background information The Silver Thatch Pension Plan (the "Plan") was established under the laws of the Cayman Islands by a Declaration of Trust (the Trust Deed ) on June 30, 1997 as a membership controlled, private sector operated trust fund to enable all Caymanians and other residents to participate in a locally structured and managed retirement plan. The Plan s registration number is OSP/19/B0003 and principal address is P.O. Box 31694, Grand Cayman. The Plan has no employees. Certain of the Trustees of the Plan are also individual members of the Plan and may also be employers of members of the Plan. The Trustees proposed and passed a resolution at the Annual General Meeting of participants of the Plan on December 4, 2003 amending the investment program to increase the number of portfolios offered by the Plan. The existing portfolio was replaced with three new portfolios: the Conservative Portfolio, the Balanced Portfolio and the Growth Portfolio (each a separate portfolio of the Plan and referred to collectively as the Portfolios ). Participants' contributions mandated by the National Pensions Law will be directed to one of these three portfolios based upon the profile of each participant derived from their age, estimated annual income and marital status. Participants can use their discretion in directing voluntary contributions only, to any of the three portfolios, plus an additional two portfolios, the Aggressive Growth Portfolio and the 100% Fixed Income Portfolio. On November 30, 2004, the Cayman Islands National Pensions Office provided regulatory approval of the above amendments to the Plan, and the launch date of the new investment program was January 1, The following description of the Plan provides only general information. Participants should refer to the Trust Deed for a more complete description of the Plan's provisions. General: The Plan is a defined contribution pension plan. Its participants are primarily Caymanians or Cayman Islands residents who either work for an employer participating in the Plan or are self-employed. The Plan is subject to the provisions of the National Pensions Law of the Cayman Islands, which became effective on June 1, The Plan is divided into units in accordance with the Trust Deed. The Trustees of the Plan are expected to review the Trust Deed along with current procedures and guidelines when necessary and make the appropriate changes to the Trust Deed to comply with the Regulations of the National Pensions Law. Contributions: If an employer is a contributor, then the normal contribution rate is 10% of the employee's earnings (up to the maximum pensionable earnings), typically, being borne equally by the employee and employer. The normal contribution for self-employed participants is 10% of the participant s earnings (up to the maximum pensionable earnings). Participant accounts: Net assets available for benefits consist of the total participants accounts. Each participant s account is credited with the contributions received in respect of that participant which are applied in the purchase of units in the Plan. These units are calculated by dividing each participant's contributions by the unit value. The unit value is formally calculated by the administrator of the Plan on the last business day of each month (the "valuation date"). The value of any benefits paid to a participant or his/her beneficiaries is deducted from the participant's account. Payment of benefits: Participants are entitled to receive benefits by way of redemption of units, on the basis of termination of employment and residence in the Cayman Islands, retirement, permanent medical disability or death, at the discretion of the Trustees and in accordance with the National Pensions Law. Transfers: A participant can elect to transfer his or her units if he or she ceases to be employed by an employer who has participated in this plan and who is then employed by an employer who does not participate in this plan, or whose employer ceases to participate in this plan. The date of transfer is the immediately following contribution date which falls at least three business days following the receipt of the election to transfer. The Plan, in accordance with the Regulations of the National Pension Law, executes transfers within 45 days following the receipt of the transfer election

20 1. Introduction and background information (continued) Investment policy: The Plan is invested in such shares, securities, immovable property or other investments wherever situated as permitted by the National Pensions Law. There are four different investment portfolios that target different investment objectives, with their investment risk levels ranging from low to high. Investments are diversified as far as is reasonably practical to ensure that risk is not unduly concentrated in any one type of investment, area or currency other than the United States dollar. 2. Significant accounting policies These financial statements have been prepared under the historical cost convention as modified by the revaluation of financial assets and financial liabilities at fair value through profit or loss and in accordance with International Financial Reporting Standards ( IFRS ). The preparation of financial statements in conformity with IFRS requires the use of certain critical accounting estimates and assumptions concerning the future. The resulting accounting estimates will, by definition, seldom equal the related results. It also requires the Trustees to exercise their judgment in the process of applying the Plan s accounting policies. The areas involving a higher degree of judgment or complexity, or areas where assumptions and estimates are significant to the financial statements, are disclosed in Note 3. (a) Standards and amendments to existing standards effective July 1, 2011 The amendment to IAS 24 Related party disclosures clarifies the definitions of a related party. The new definition clarifies in which circumstances persons and key management personnel affect related party relationships of an entity. The amendment also introduces an exemption from the general related-party disclosure requirements for transactions with a government and entities that are controlled, jointly controlled or significantly influenced by the same government as the reporting entity. The adoption of the amendment did not have any impact on the financial position or performance of the Plan. IFRS 7 (amendment) Financial instruments: Disclosures. This amendment was part of the IASB s annual improvement project published in May The amendment emphasizes the interaction between quantitative and qualitative disclosures about the nature and extent of risks associated with financial instruments. Adoption of this amendment did not have a significant impact on the Plan s financial statements. There are no other standards, interpretations or amendments to existing standards that are effective that would be expected to have a significant impact on the Plan. (b) New standards, amendments and interpretations issued but not effective for the financial year beginning July 1, 2011 and not early adopted IFRS 9, Financial instruments, effective for annual periods beginning on or after July 1, 2015, specifies how an entity should classify and measure financial assets and liabilities, including some hybrid contracts. The standard improves and simplifies the approach for classification and measurement of financial assets compared with the requirements of IAS 39. Most of the requirements in IAS 39 for classification and measurement of financial liabilities were carried forward unchanged. The standard applies a consistent approach to classifying financial assets and replaces the numerous categories of financial assets in IAS 39, each of which had its own classification criteria. The standard is not expected to have a significant impact on the Plan s financial position or performance, as it is expected that the Plan will continue to classify its financial assets and financial liabilities (both long and short) as being at fair value through profit or loss

21 2. Significant accounting policies (continued) IFRS 10, Consolidated financial statements, effective for annual periods beginning on or after July 1, 2013, builds on existing principles by identifying the concept of control as the determining factor in whether an entity should be included within the consolidated financial statements of the parent company. The standard provides additional guidance to assist in the determination of control where this is difficult to assess. The new standard is not expected to have any impact on the Plan s financial position or performance. IFRS 12, Disclosures of interests in other entities, effective for annual periods beginning on or after July 1, 2013, includes the disclosure requirements for all forms of interests in other entities, including joint arrangements, associates, special purpose vehicles and other off balance sheet vehicles. The new standard is not expected to have any impact on the Plan s financial position or performance. IFRS 13, Fair value measurement, effective for annual periods beginning on or after July 1, The standard improves consistency and reduces complexity by providing a precise definition of fair value and a single source of fair value measurement and disclosure requirements for use across IFRSs. The requirements do not extend the use of fair value accounting but provide guidance on how it should be applied where its use is already required or permitted by other standards within IFRS. If an asset or a liability measured at fair value has a bid price and an ask price, the standard requires valuation to be based on a price within the bid-ask spread that is most representative of fair value and allows the use of mid-market pricing or other pricing conventions that are used by market participants as a practical expedient for fair value measurement within a bid-ask spread. The new standard is not expected to have any impact on the Plan s financial position or performance. The IAS 32, Financial instruments: Presentation amendments clarify some of the requirements for offsetting financial assets and financial liabilities in the statement of financial position. In connection therewith, IFRS 7, Financial instruments: Disclosures amendments were also issued. These new IFRS 7 disclosures are intended to facilitate comparison between IFRS and US GAAP preparers. The converged offsetting disclosures in IFRS 7 are to be retrospectively applied, with an effective date of annual periods beginning on or after July 1, The IAS 32 changes are retrospectively applied, with an effective date of annual periods beginning on or after July 1, Master netting agreements where the legal right of offset is only enforceable on the occurrence of some future event, such as default of the counterparty, continue not to meet the offsetting requirements. The disclosures focus on quantitative information about recognized financial instruments that are offset in the statement of financial position, as well as those recognized financial instruments that are subject to master netting or similar arrangements irrespective of whether they are offset. The new amendments are not expected to have any impact on the Plan s financial position or performance. There are no other standards, interpretations or amendments to existing standards that are not yet effective that would be expected to have a significant impact on the Plan. All references to net assets throughout this document refer to net assets available for benefits unless otherwise stated. Net assets per unit information as disclosed in Note 14 has been determined as total assets less liabilities (excluding net assets available for benefits) divided by the number of outstanding units for each Portfolio as determined based on the allocation policies as approved by the Trustees. The significant accounting policies of the Plan, which have been consistently applied to all years presented (unless otherwise stated), are as follows:

22 2. Significant accounting policies (continued) Investment transactions: The Plan has classified its investments as financial assets or liabilities at fair value through profit and loss. Investment transactions are accounted for on a trade date basis (the date the order is executed). Realised and unrealised gains and losses are calculated on the first in first out cost basis and are recognised in the Statement of Comprehensive Income in the period in which they arise. Transaction costs are expensed as incurred and have been included in gains and losses on investments. Valuations of investments: Investments in securities for which market quotations are not readily available are valued at their fair value using methods which are in accordance with recognised accounting and financial principles and which have been approved by the Trustees. In this context, investments in investment funds which are not publicly traded are valued at the net asset valuations provided by the managers of the investment funds unless the Trustees are aware of good reasons why such a valuation would not be the most appropriate indicator of fair value. Such valuations could differ significantly from the values that would have been used had ready markets existed, and the differences could be material. Securities that are traded on recognised securities exchanges are valued by reference to quotations provided by the market on which the securities are traded on the last day of trading in the period. The Investment Manager reviews the details of the reported information obtained from the investment funds and considers: (i) the liquidity of the investment funds or its underlying investments, (ii) the value date of the net asset value ("NAV") provided, (iii) any restrictions on redemptions and (iv) the basis of accounting and, in instances where the basis of accounting is other than fair value, fair valuation information provided by the Fund Advisors. If necessary, the Investment Manager makes adjustments to the NAV of various investment funds to obtain the best estimate of fair value. Interest income: interest method. Dividend income: date). Interest income is recognised in the Statement of Comprehensive Income using the effective Dividend income is recognised at the time the income becomes receivable (the "ex-dividend" Contributions and transfers from other plans: Contributions and transfers from other plans are accounted for as the cash is received by the administrator. Expenses: Expenses are accounted for on the accrual basis. Benefit payments and transfers to other plans: Benefit payments and transfers to other plans are accounted for on the accrual basis. Advance payment for investments: Amounts paid in advance of the subscription date for the purchase of an investment in an investment fund are recorded as advance payments for investments. Foreign currencies: Transactions in foreign currencies are translated at the rate of exchange prevailing at the date of the transaction. Assets and liabilities that are denominated in foreign currencies are translated at the rate prevailing at the valuation date. The Plan does not isolate that portion of the results of operations resulting from changes in foreign exchange rates on investments from the fluctuations arising from changes in market prices of investments held. Such fluctuations are included with the net realised and change in unrealised gain or loss on investments in the Statement of Comprehensive Income in the period in which they arise. Functional and presentation currency: Items included in the Plan s financial statements are measured using the currency of the primary economic environment in which it operates (the functional currency ). This is the United States dollar, which reflects the Plan s primary activity of investing in United States dollar denominated investments. In addition, the Plan has adopted the United States dollar as its presentation currency

23 2. Significant accounting policies (continued) Cash and cash equivalents: For the purposes of the Statement of Cash Flows, cash and cash equivalents consist of financial institution balances on demand and at short notice. Allocation of expenses to Portfolios: Expenses attributable to all Portfolios are allocated monthly to each of the Portfolios on a pro rata basis in the proportion that the net asset value attributable to each portfolio at the beginning of each month bears to the aggregate net asset value of the total Plan. Any expenses attributable to a specific Portfolio are allocated to the applicable Portfolio, as determined by the Trustees. 3. Investments The Plan's investments are managed by the investment manager, Coutts & Co. Ltd. ( Coutts ), whose ultimate parent is the Royal Bank of Scotland Group, under a discretionary investment agreement. The Plan s investments for each Portfolio at June 30, 2012 and 2011 are detailed in the Schedule of Investments. There were no investments in the 100% Fixed Income Portfolio as at June 30, 2012 or June 30, Details of the net rates of return for the Portfolios are as follows: Year ended June 30, Conservative Portfolio 3.54% 9.46% Balanced Portfolio -0.52% 14.80% Growth Portfolio -3.30% 20.92% Aggressive Growth Portfolio -6.81% 25.14% In accordance with the National Pensions (Pension Fund Investments) Regulations the above returns have been calculated on a time-weighted basis using the Modified Dietz method consistent with the current requirements of the Global Investment Performance Standards ( GIPS ). The return is calculated net of investment management fees (see Note 7). The investment portfolio at June 30, 2012 and 2011 represents investments in investment funds which have been fair valued in accordance with the policies set out in Note 2 above and are detailed in the Schedule of Investments. With the exception of the exchange traded funds, the investment funds are not publicly traded, and redemption can only be made by the Plan on the redemption dates and subject to the required notice periods specified in the offering documents of each of the investment funds. With the exception of the Orbita and Permal funds, all non exchange traded investment funds are redeemable on a daily basis with one day notice prior to the dealing day. The Orbita funds are redeemable on a quarterly basis with 37 calendar days notice prior to the dealing day. The Permal funds are redeemable monthly with notification by the 5 th calendar day of the month prior to the month end trade date. As a result, the carrying values of the Orbita and Permal funds may not be indicative of the prevailing value ultimately realised on redemption. The Plan s investments may be pledged to the custodian, Coutts, for use as collateral against any obligations or liabilities of the Plan to Coutts, under the general terms and conditions of the custodial agreement. No assets were pledged as collateral at June 30, 2012 or June 30, Accounts payable June 30, Administration, accounting and secretarial fees (Note 6) 304, ,790 Audit and other payables 64,487 36,614 Total accounts payable $ 369,434 $ 333,

24 5. Benefits Benefits paid to participants leaving the Plan are analysed as follows: June 30, Termination of residence (lump sum payments) 8,793,775 7,410,366 Retirement benefits 5,219,969 4,659,913 Retirement benefits (annual income payments) - 188,076 Pension for property withdrawals 1,760,286 - Disability benefits (lump sum and annual income payments) 170,663 21,465 Death benefits (lump sum payments) 74, ,905 $ 16,018,937 $ 12,418, Administration, accounting and secretarial fees The Plan is administered by Intertrust (Cayman) Ltd. ( ICL ). Intertrust Group acquired Close Brothers (Cayman) Limited and its affiliates on June 1, All activities of Close Brothers (Cayman) Ltd. were re-branded into ICL on August 1, ICL has entered into an agreement to delegate certain duties and obligations including the member services administration and correspondence of the Plan to an independent third party service provider. ICL receives administration fees on a sliding scale basis. The fee is payable monthly in arrears and is calculated based on the monthly net asset value of the total Plan. The fees are allocated to each Portfolio on a pro rata basis in the proportion that the net asset value attributable to each Portfolio at the beginning of each month bears to the aggregate net asset value of the total Plan. Monthly net asset value Administration fee charged First US$100 million 0.835% US$100 million to US$150 million 0.535% US$150 million to US$200 million 0.485% US$200 million to US$250 million 0.435% US$250 million and above 0.385%

25 7. Investment management and other fees related to investments Coutts acted as the Plan s investment manager for the year. In consideration for these services, the investment manager was paid the following annual rates, charged quarterly in arrears and calculated by reference to the aggregate closing value of the Portfolios investment portfolios on the first business day of each month in each calendar quarter: Investments at fair value Annual fee charged on aggregate investments Under US$50 million 0.45% US$50 million to US$100 million 0.35% US$100 million to US$125 million 0.325% US$125 million to US$150 million 0.30% US$150 million to US$175 million 0.275% US$175 million to US$200 million 0.25% US$200 million to US$225 million % US$225 million to US$250 million % US$250 million to US$275 million % US$275 million to US$300 million % US$300 million to US$325 million 0.21% US$325 million to US$350 million 0.20% The fees are allocated to each Portfolio on a pro rata basis in the proportion that the net asset value attributable to each Portfolio at the beginning of each month bears to the aggregate net asset value of the total Plan. Coutts acts as the Plan s custodian. No custodian fees are passed on to the Plan by Coutts. Coutts utilizes Coutts Equator Investment Programme Series 5 unit trusts under the investment management mandate. These Programmes are managed by external fund managers appointed by Aberdeen Asset Managers Limited (formerly RBS Asset Management (Dublin) Limited). The values of these units are net of the manager, trustee, sub-custodian, investment adviser, consultant, and administrator s fees (where applicable). The Plan invests in Series 5 units of the Coutts unit trusts. The total fees and expenses on Series 5 of the unit trusts are charged at a rate of approximately 0.19% to 1.04% per annum of the underlying net asset values of each unit trust. When the investment management fees disclosed above are combined with the fees charged on these unit trusts, the total costs in respect of that portion of the Plan s portfolio invested in the Coutts Equator Investment Programmes range from approximately 0.40% to 1.265% per annum as at June 30, 2012 and Each of the Plan s four investment portfolios invests into alternative investment strategies, the Orbita funds, which are fund of hedge funds. There is a management fee of 1.25% per annum of the net asset value charged within each Orbita fund by Aberdeen Asset Management Cayman Limited (formerly RBS Asset Management (Cayman) Limited). Aberdeen Asset Management Cayman Limited also receives a quarterly performance fee equal to 10% of each Orbita fund s profits, after all other fees and expenses have been deducted, to the extent they are in excess of the applicable hurdle rate for the relevant quarter, as defined in each of the Orbita fund s Information Memorandum. If at the end of any quarter the percentage change in the net asset value falls below the hurdle rate for that quarter, the shortfall must be made up in subsequent quarterly periods in addition to the hurdle rate for those subsequent quarterly periods, before any further performance fees are payable